Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 05, 2015 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | FINJAN HOLDINGS, INC. | |
Entity Central Index Key | 1,366,340 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Trading Symbol | FNJN | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 22,640,611 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,015 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 7,156 | $ 17,505 |
Accounts receivable, net | 0 | 2,016 |
Prepaid expenses and other current assets | 241 | 112 |
Total current assets | 7,397 | 19,633 |
Property and equipment, net | 295 | 66 |
Investment | 1,945 | 1,000 |
Other long-term assets | 301 | 0 |
Total assets | 9,938 | 20,699 |
Current liabilities: | ||
Accounts payable | 2,148 | 1,675 |
Accounts payable - related parties | 8 | 100 |
Accrued expenses | 437 | 800 |
Accrued income taxes | 8 | 0 |
Total current liabilities | 2,601 | 2,575 |
Other non-current liabilities | 65 | 0 |
Total liabilities | $ 2,666 | $ 2,575 |
Commitments and contingencies (Note 3) | ||
Stockholders' equity | ||
Preferred stock - $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding at September 30, 2015 and December 31, 2014 | $ 0 | $ 0 |
Common stock - $0.0001 par value; 80,000,000 shares authorized; 22,584,124 and 22,448,098 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 2 | 2 |
Additional paid-in capital | 23,817 | 23,126 |
Accumulated deficit | (16,547) | (5,004) |
Total stockholders' equity | 7,272 | 18,124 |
Total liabilities and stockholders' equity | $ 9,938 | $ 20,699 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEET (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 80,000,000 | 80,000,000 |
Common stock, shares issued (in shares) | 22,584,124 | 22,448,098 |
Common stock, shares outstanding (in shares) | 22,584,124 | 22,448,098 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues | $ 0 | $ 4,998 | $ 700 | $ 4,998 |
Cost of revenues | 0 | 800 | 60 | 800 |
Gross profit | 0 | 4,198 | 640 | 4,198 |
Research and development | 206 | 0 | 352 | 0 |
Selling, general and administrative expenses | 4,490 | 3,534 | 13,108 | 9,723 |
Income (loss) from operations | (4,696) | 664 | (12,820) | (5,525) |
Return on investment | 0 | 0 | 1,271 | 0 |
Other income (expense), net | (4) | 8 | 11 | 1,081 |
Income (loss) before income taxes | (4,700) | 672 | (11,538) | (4,444) |
Provision for (benefit from) income taxes | 0 | (2) | 5 | (3) |
Net income (loss) from continuing operations | (4,700) | 674 | (11,543) | (4,441) |
Net loss from discontinued operations, net of taxes | 0 | (121) | 0 | (257) |
Net income (loss) | $ (4,700) | $ 553 | $ (11,543) | $ (4,698) |
Net income (loss) per share from continuing operations, basic and diluted (in dollars per share) | $ (0.21) | $ 0.03 | $ (0.51) | $ (0.20) |
Net loss per share from discontinued operations, basic and diluted (in dollars per share) | 0 | (0.01) | 0 | (0.01) |
Net loss per share, basic and diluted (in dollars per share) | $ (0.21) | $ 0.02 | $ (0.51) | $ (0.21) |
Weighted-average number of common shares used in computing net loss per share, basic (in shares) | 22,561,745 | 22,421,749 | 22,522,910 | 22,389,811 |
Weighted-average number of common shares used in computing net loss per share, diluted (in shares) | 22,561,745 | 23,035,720 | 22,522,910 | 22,389,811 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss from continuing operations | $ (11,543) | $ (4,441) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss on discontinued operations | 0 | (257) |
Return on Investment | (1,271) | 0 |
Depreciation and amortization | 35 | 368 |
Stock-based compensation | 642 | 971 |
Deferred tax liability | 0 | (6) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 2,016 | (2,084) |
Inventories | 0 | (104) |
Prepaid expenses and other current assets | (129) | (45) |
Other long-term assets | (301) | 0 |
Accrued expenses | (363) | 550 |
Accounts payable | 473 | 1,238 |
Accounts payable - related parties | (92) | (2) |
Other non-current liabilities | 65 | 0 |
Accrued income taxes | 8 | 0 |
Net cash used in operating activities | (10,460) | (3,812) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (264) | (20) |
Proceeds from investment | 826 | 0 |
Purchase of additional investment | (500) | (500) |
Net cash provided by (used in) investing activities | 62 | (520) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 49 | 124 |
Net cash provided by financing activities | 49 | 124 |
Net decrease in cash and cash equivalents | (10,349) | (4,208) |
Cash and cash equivalents - beginning | 17,505 | 24,598 |
Cash and cash equivalents - ending | 7,156 | 20,390 |
Supplemental disclosures of cash flow information: | ||
Additional investment held by investee | 445 | 0 |
Purchase of property and equipment in exchange for finance agreement | $ 0 | $ 2 |
THE COMPANY AND SUMMARY OF SIGN
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Finjan Holdings, Inc., a Delaware corporation (the “Company” or “Finjan Holdings”), is a cybersecurity company focused on licensing and enforcement, providing consulting services, developing mobile security applications and investing in cybersecurity technologies and intellectual property. Licensing and enforcement of its cybersecurity technology patent portfolio is operated by its wholly-owned subsidiary Finjan, Inc. (“Finjan”). In June 2015, Finjan Holdings launched a wholly-owned subsidiary, CybeRisk Security Solutions LLC (“CybeRisk”), to provide cybersecurity risk advisory services to customers around the world. The advisory segment is deemed immaterial for the period presented. On December 4, 2014, the Company sold its organic fertilizer business, and as a result it was reclassified and presented as discontinued operations. The organic fertilizer segment was not material for all the periods presented. BASIS OF PRESENTATION These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission (“SEC”), for interim reporting. As permitted under those rules, certain footnotes and other financial information that are normally required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) can be condensed or omitted. The December 31, 2014 condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto of the Company for the year ended December 31, 2014 which were included in the annual report on Form 10-K filed by the Company on March 11, 2015. In the opinion of management, these condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and notes thereto of the Company and include all adjustments, consisting only of normal recurring adjustments, considered necessary for the fair presentation of the Company’s financial position and operating results. The results for the three and nine months ended September 30, 2015 are not necessarily indicative of the operating results for the year ending December 31, 2015 , for any other interim or future periods. USE OF ESTIMATES The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to stock-based compensation, investments, the determination of the economic useful life of property and equipment, income taxes and valuation allowances against net deferred tax assets. Management bases its estimates on historical experience or on various other assumptions that it believes to be reasonable under the circumstances. Actual results could differ from those estimates. PRINCIPLES OF CONSOLIDATION The condensed consolidated financial statements include the accounts of Finjan Holdings and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. REVENUE RECOGNITION Revenue is recognized when persuasive evidence of an arrangement exists, delivery of the product or service has occurred, all obligations have been performed pursuant to the terms of the agreement, the sales price is fixed or determinable, and collectability is reasonably assured. Revenue from the Company’s cybersecurity business results from grants of licenses to its patented cybersecurity technology and settlements reached from legal enforcement of the Company’s patent right. Revenue is recognized when the arrangement with the licensee has been signed and the license has been delivered and made effective, provided the license fees are fixed or determinable and collectability is reasonably assured. The total amount of the consideration received upon any settlement or judgment is allocated to each element based on the fair value of each element. Elements provided in either settlement agreements or judgments include, the value of a license, legal release and interest. Fair value of licensing agreements and royalty revenues, are recognized as revenues in the condensed consolidated statement of operations. Elements not related to license agreements and royalty revenue in nature will be reflected in other income (expense), net in the condensed consolidated statements of operations. Legal release as part of a settlement agreement is recognized as a separate line item in the condensed consolidated statements of operations when value can be allocated to the legal release. When the Company reaches a settlement with a defendant, no value is allocated to the legal release since the existence of a settlement removes legal standing to bring a claim of infringement, and without a legal claim, the legal release has no economic value. The element that is applicable to interest income will be recorded in other income (expense), net. When settlements or judgments are achieved at discounts to the fair value of a license, the Company allocates the full settlement or judgment, excluding specifically named elements as mentioned above, to the value of the license agreement or royalty revenue under the residual method relative to full license fair value prior to the discount. LIQUIDITY CONCERNS The Company believes that it has sufficient cash and cash equivalents to meet anticipated cash needs for operations for at least the next 12 months from the date of filing this report. Such belief is based on current forecasts and assumptions regarding licensing of its technology, which are currently at various stages of negotiation, as well as other revenue sources. The Company may not be successful in finalizing such licensing efforts or close such term sheet and, even if successful, may need to raise additional capital in order to provide sufficient funds to support and grow the Company’s business. RESEARCH AND DEVELOPMENT EXPENSE The Company expenses the cost of research and development as incurred. Research and development expenses consist primarily of professional services costs associated with the development of mobile security application products. SOFTWARE DEVELOPMENT COSTS Software development costs are expensed as incurred. Development costs of computer software to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. In most instances, the Company’s products are released soon after technological feasibility has been established. Costs incurred subsequent to achievement of technological feasibility were not significant, and software development costs were expensed as incurred during the periods. Software development costs expensed during the periods were not material. FOREIGN CURRENCY Foreign currency denominated assets and liabilities of foreign subsidiaries, where the local currency is the functional currency, are translated into U.S. dollars using the exchange rates in effect at the balance sheet dates, and income and expenses are translated using average exchange rates during the period. The resulting foreign currency translation adjustments are recorded in accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included in other income (expense), net in the accompanying condensed consolidated statements of operations. Foreign currency transaction gains (losses) were immaterial for all the periods presented in the accompanying condensed consolidated financial statements. CONCENTRATIONS OF CREDIT RISK The Company maintains substantially all its cash and cash equivalents in financial institutions located in the United States. At times, the Company’s cash and cash equivalent balances may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation insurance limits. The Company has not experienced any losses in such accounts. As of September 30, 2015 and December 31, 2014 , substantially all of the Company’s cash and cash equivalents are uninsured. NET LOSS PER COMMON SHARE Basic net loss per common share is based upon the weighted-average number of common shares outstanding. Diluted net loss per common share is based on the weighted-average number of common shares outstanding and potentially dilutive common equivalent shares outstanding. The outstanding common equivalent shares, excluded from the computation of the diluted net loss per share for the periods presented because including them would have been anti-dilutive, are as follows: Three and Nine Months Ended Nine Months Ended September 30, Three Months Ended September 30, 2015 2014 Stock options 1,440,832 1,481,833 24,401 Restricted Stock Units 465,197 244,504 94,560 Total 1,906,029 1,726,337 118,961 RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED On February 18, 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-02 “Consolidation (Topic 810): Amendments to the Consolidation Analysis” that amends the current consolidation guidance. The amendments affect both the variable interest entity and voting interest entity consolidation models. The new guidance is effective for the Company beginning January 1, 2016, with early adoption permitted. This new guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements. Other recent accounting standards that have been issued or proposed by FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s condensed consolidated financial statements upon adoption. RECLASSIFACTIONS Where applicable, certain prior period amounts have been reclassified for comparative purposes to conform to previous quarterly presentations . These reclassifications have no impact on the previously reported net (loss). SUBSEQUENT EVENTS The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the review, the Company did not identify any recognized or non-recognized subsequent events which would have required an adjustment or disclosure in the financial statements, other than those disclosed in Note 8. |
BALANCE SHEET COMPONENTS
BALANCE SHEET COMPONENTS | 9 Months Ended |
Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
BALANCE SHEET COMPONENTS | BALANCE SHEET COMPONENTS ACCRUED EXPENSES The components of accrued expenses were as follows: September 30, December 31, (In thousands) Legal $ 160 $ 553 Compensation 198 201 Deferred rent 79 46 Total $ 437 $ 800 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Leases The Company entered into a lease for its former corporate headquarters in New York, NY for a period of five years beginning October 1, 2013. Under the terms of the lease, the Company owes an initial annual rent of $139,000 , payable in monthly installments of $12,000 unless earlier terminated in accordance with the lease. As of September 30, 2015 , the total future minimum lease payments to be paid under the agreement, which expires in September 2018, was $444,000 . The agreement also required an initial security deposit of $69,000 which is included in other long term assets. The annual rental rate is subject to an increase on a cumulative basis after the first lease year at the rate of 2.5% per annum compounded annually. In May 2015, the Company entered into a sublease agreement for its former corporate headquarters in New York, NY. As of September 30, 2015 , the total future minimum lease payments to be received under the sublease agreement, which expires in September 2018, was $492,000 . On March 20, 2014, the Company received the consent of the master landlord for a sublease agreement dated March 10, 2014, pursuant to which the Company subleased office space in Menlo Park, CA through November 30, 2017. From the commencement date, the Company owes an initial annual rent of $165,000 payable in equal monthly installments, unless earlier terminated by either party in accordance with the lease. As of September 30, 2015 , the total future minimum lease payments to be paid under the agreement, which expires in November 2017, was $373,000 . The annual rental rate is subject to an approximately 3.0% increase at each anniversary of the commencement date during the term. In August 2015, the Company entered into a sublease agreement for its office space in Menlo Park, CA. As of September 30, 2015 , the total future minimum lease payments to be received under the sublease agreement, which expires in November 2017, was $413,000 . On January 7, 2015, the Company entered into a sublease agreement to sublease office space in East Palo Alto, California through September 30, 2018 as its new Company headquarters. The annual rent is approximately $425,000 , payable in equal monthly installments, unless earlier terminated by either party in accordance with the lease. The annual rent is subject to an approximate 3.0% increase at each anniversary of the commencement date during the term of the sublease agreement. The minimum lease payments related to the lease is approximately $1.3 million , and required an initial security deposit of $231,000 which is included in other long-term assets. The following table sets forth the Company’s aggregate future minimum payments under its operating lease commitments as of September 30, 2015 (in thousands): For the year ending December 31, 2015, remaining three months $ 180 2016 754 2017 753 2018 459 $ 2,146 The Company accounts for its leases under the straight-line method of accounting. Deferred rent payable was $79,000 and $46,000 as of September 30, 2015 and December 31, 2014 , respectively, and is included in accrued expenses on the condensed consolidated balance sheets. Rent expense was $187,000 and $474,000 for the three and nine months ended September 30, 2015 , respectively, and $111,000 and $296,000 for the three and nine months ended September 30, 2014 , respectively. Sublease income is recorded as a reduction in rental expense. Future minimum lease payments to be received under the sublease agreements as of September 30, 2015 are as follows (in thousands): For the year ending December 31, New York Menlo Park 2015, remaining three months $ 40 $ 47 2016 160 188 2017 165 178 2018 127 — $ 492 $ 413 Capital Commitments On November 21, 2013, the Company made a $5.0 million commitment to invest in JVP VII Cyber Strategic Partners, L.P. (the “JVP Fund”), an Israel-based limited partnership venture capital fund seeking to invest in early-stage cyber technology companies. If and when the Company funds the entire amount of the investment, it will be less than a 10% limited partnership interest in which the Company will not be able to exercise control over the fund. Accordingly, the Company has accounted for this investment under the cost method of accounting. As of September 30, 2015 , the Company had a $3.5 million outstanding capital commitment to the venture capital fund, which can be called any time until 2018. On June 8, 2015, the company received a cash distribution of $826,000 as a portion of a gross entitlement of approximately $1,271,000 from its investment in the JVP Fund. This distribution represents a portion of the gross proceeds allocated to the Company’s investment, with the remaining amounts to be retained by the JVP Fund to fund future investment activities. The retained proceeds did not reduce the Company's future capital commitment to the venture capital fund. |
LICENSE, SETTLEMENT AND RELEASE
LICENSE, SETTLEMENT AND RELEASE AGREEMENT | 9 Months Ended |
Sep. 30, 2015 | |
License Settlement And Release Agreement [Abstract] | |
LICENSE, SETTLEMENT AND RELEASE AGREEMENT | LICENSE, SETTLEMENT AND RELEASE AGREEMENT On April 7, 2015, Finjan entered into a Confidential Asset Purchase and Patent License Agreement, effective as of April 7, 2015, with F-Secure Corporation, a company incorporated in Finland (“F-Secure”). The agreement provides for F-Secure to pay Finjan the sum of $1.0 million in cash, of which $700,000 was received on April 22, 2015 and $300,000 is payable on or before March 31, 2016. The Company recognized $700,000 of the $1.0 million license as revenues as of September 30, 2015 , as such amount was determined to be fixed and determinable, in accordance with the Company’s revenue recognition policy as described in Note 1. The remaining balance of $300,000 under the terms of the agreement will be recognized as revenues when the payments are due. The agreement also provides for the assignment by F-Secure to Finjan of two patents, U.S. Patent Nos. 8,474,048 and 7,769,991, including among other things, all progeny applications or patents, foreign counterparts and reissues (the “F-Secure Patents”). In exchange for the foregoing and other valuable consideration, Finjan agreed to, subject to certain restrictions, limits and other conditions, grant F-Secure a worldwide, fully-paid, nonexclusive field of use license to Finjan patents owned as of the effective date or acquired by Finjan or its affiliates within two years from the effective date, as well as to the F-Secure Patents. On September 24, 2014, Finjan entered into a license agreement with a third-party against whom Finjan had filed a patent infringement lawsuit. Pursuant to this agreement, the licensee and Finjan also agreed to dismiss the infringement litigation, and each party gave the other a general release for all claims that it might have against the other, known or unknown, based on the actions of either party on or before the date of the settlement. Under the license agreement, the licensee will pay Finjan a license fee of $8.0 million payable in four installments. The first installment of $3.0 million was paid upon execution of the agreement and filing of the dismissal with prejudice, the second installment of $2.0 million was received on January 16, 2015, the third installment of $2.0 million is payable on or before January 15, 2016, and the fourth and final installment of $1.0 million is payable on or before January 13, 2017. The Company recognized approximately $5.0 million of the $8.0 million license as revenues during the three and nine months ended September 30, 2014. The remaining balance of $3.0 million under the terms of the agreement will be recognized as revenues when the payments are due. Each party also agreed to bear its own legal fees and costs. The Company recognized $0.8 million of legal fees related to this settlement as cost of revenues. At December 31, 2014 , $2.0 million of the Company’s outstanding accounts receivable relates to the second installment, which was received on January 16, 2015 and recognized as revenue during the three and nine months ended September 30, 2014. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Stock-based Compensation On July 10, 2014, the Company’s stockholders approved the Finjan Holdings, Inc. 2014 Incentive Compensation Plan (the "2014 Plan") at the annual meeting of stockholders, pursuant to which 2,196,836 shares of common stock were authorized for issuance. On June 24, 2015, the Company adopted the 2015 Israeli Sub-plan (the “2015 Israeli Sub-plan”) to the Company’s 2014 Plan, which enables the Company to grant options, and issue shares of common stock to employees and non-employees, who are employed by the Company or any of its affiliates, who are residents of the State of Israel. Since shareholder approval of the 2014 Plan, the Company has issued a total of 614,504 Restricted Stock Units ("RSUs") of which 465,197 remained outstanding as of September 30, 2015 . RSUs generally vest over three or four years, with one-third or one-fourth, respectively, vesting on the one-year anniversary followed by quarterly vesting thereafter. Upon shareholder approval of the 2014 Plan, the 2013 Global Share Option Plan and Israeli Sub-Plan (the “2013 Plan”) were terminated, other than respect to options outstanding under such plans. 1,440,832 options remain outstanding under the 2013 and 2014 Plans as of September 30, 2015 . Stock-based compensation to employees and non-employees are recognized as expense in the condensed consolidated statement of operations. The compensation cost for all stock-based awards is measured at the grant date, based on the fair value of the award (determined using Black-Scholes option pricing model for stock options and intrinsic value for RSUs), and is recognized as an expense over the requisite service period (generally the vesting of the equity awards). Determining the fair value of stock-based awards at the grant date requires significant estimates and judgments, including future employee stock option exercise behavior and requisite service periods. During the three and nine months ended September 30, 2015 , the Company expensed $187,000 and $642,000 , respectively, of stock-based compensation in the condensed consolidated statements of operations. The stock-based compensation was $353,000 and $971,000 during the three and nine months ended September 30, 2014, respectively. The aggregate intrinsic value of stock options outstanding and exercisable as of September 30, 2015 was $0 . During the three and nine months ended September 30, 2015, the Company granted 60,000 and 107,500 shares of common stock, respectively. During the three and nine months ended September 30, 2014, the Company granted 25,000 shares of common stock. The Company estimates the fair values of stock options using the Black-Scholes option-pricing model. The assumptions used in the Black-Scholes option-pricing model and the weighted-average grant date fair value of the option awards for the periods presented were as follows: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Volatility 110.39% 49.20% 111.29% 49.20% Expected term (in years) 6.11 6.00 6.11 6.00 Risk-free rate 1.66% 1.00% 1.61% 1.00% Expected dividend yield —% —% —% —% Weighted-average grant date fair value $1.19 $1.46 $1.18 $1.46 The risk-free interest rate is based on the U.S. Treasury rates with maturities similar to the expected term of the option. The volatility is a measure of the amount by which the Company’s share price has fluctuated or is expected to fluctuate and was based on historical volatility of comparative companies that are similar to the Company. The expected term was estimated using the simplified method. The simplified method calculates the expected term as the average of the time to vesting and the contractual life of the option. The dividend yield is 0% as the Company has never declared or paid any cash dividends and does not anticipate paying dividends in the future. The Company estimated the forfeiture rate based on its historical experience. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS In the course of business, the Company obtains legal services from a firm in which the Company’s Chairman is a partner. The Company incurred approximately $38,000 and $114,000 in legal fees to the firm during the three and nine months ended September 30, 2015 , respectively, and $38,000 and $119,000 during the three and nine months ended September 30, 2014 , respectively. As of September 30, 2015 and December 31, 2014 , the Company has balances due to this firm amounting to $0 and $110,000 , respectively. The Company obtains social media and investor related services from a firm in which the Company’s Chief Financial Officer holds a 50% interest. The Company incurred approximately $24,000 and $62,000 in fees to the firm during the three and nine months ended September 30, 2015 , and none during the three and nine months ended September 30, 2014 . As of September 30, 2015 and December 31, 2014 , the Company has balances due to this firm amounting to $8,000 and $0 , respectively. |
LITIGATION, CLAIMS AND ASSESSME
LITIGATION, CLAIMS AND ASSESSMENTS | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
LITIGATION, CLAIMS AND ASSESSMENTS | LITIGATION, CLAIMS AND ASSESSMENTS Finjan filed a patent infringement lawsuit against FireEye, Inc. in the United States District Court for the Northern District of California on July 8, 2013, as amended on August 16, 2013. Finjan is asserting that FireEye, Inc. is infringing U.S. Patent Nos. 6,154,844, 6,804,780, 7,058,822, 7,647,633, 7,975,305, 8,079,086, and 8,225,408. Finjan filed a patent infringement lawsuit against Blue Coat Systems, Inc., in the United States District Court for the Northern District of California on August 28, 2013. Finjan is asserting that Blue Coat Systems, Inc. is infringing U.S. Patent Nos. 6,154,844, 6,804,780, 6,965,968, 7,058,822, 7,418,731, and 7,647,633. On August 4, 2015, the jury returned a unanimous verdict that each of the Finjan asserted patents are valid and enforceable. Further, the jury returned a unanimous verdict that Finjan’s U.S. Patent Nos. 6,154,844, 6,804,780, 6,965,968, and 7,418,731 were literally infringed by Blue Coat, and that U.S. Patent No. 7,647,633 was infringed by Blue Coat under the Doctrine of Equivalents. Upon the findings of infringement, the jury also awarded Finjan $39.5 million in damages as reasonable royalties for Blue Coat's infringement. Post-trial motions are pending. Finjan filed a patent infringement lawsuit against Proofpoint, Inc. and Armorize Technologies, Inc. in the United States District Court for the Northern District of California on December 16, 2013. Finjan is asserting that Proofpoint, Inc. and Armorize Technologies, Inc. are infringing U.S. Patent Nos. 6,154,844, 7,058,822, 7,613,918, 7,647,633, 7,975,305, 8,079,086, 8,141,154, and 8,225,408. Finjan filed a patent infringement lawsuit against Sophos Inc. in the United States District Court for the Northern District of California on March 14, 2014, as amended on April 8, 2014. Finjan is asserting that Sophos Inc. is infringing U.S. Patent Nos. 6,154,844, 6,804,780, 7,613,918, 7,613,926, 7,757,289, 8,141,154, 8,566,580, and 8,677,494. Finjan filed a patent infringement lawsuit against Symantec Corp. in the United States District Court for the Northern District of California on June 30, 2014, as amended on September 11, 2014. Finjan is asserting that Symantec Corp. is infringing U.S. Patent Nos. 6,154,844, 7,613,926, 7,756,996, 7,757,289, 7,930,299, 8,015,182, 8,141,154, and 8,677,494. Finjan filed a patent infringement lawsuit against Palo Alto Networks, Inc. in the United States District Court for the Northern District of California on November 4, 2014. Finjan is asserting that Palo Alto Networks, Inc. is infringing U.S. Patent Nos. 6,804,780, 6,965,968, 7,058,822, 7,418,731, 7,613,918, 7,613,926, 7,647,633, 8,141,154, 8,225,408, and 8,677,494. Finjan filed a second patent infringement lawsuit against Blue Coat Systems, Inc. in the United States District Court for the Northern District of California on July 15, 2015, asserting that Blue Coat is directly infringing certain claims of Finjan’s U.S. Patent Nos. 6,154,844, 6,965,968, 7,418,731, 8,079,086, 8,225,408, 8,677,494, 8,566,580, through the manufacture, use, importation, sale, and/or offer for sale of its products and services, including but not limited to the Web Security Service, WebPulse Cloud Service, ProxySG Appliances and Software, Blue Coat Systems SV2800 and SV3800, Malware Analysis Appliances and Software, Security Analytics Platform, Content Analysis System, and Mail Threat Defense, S400-10 and S400-20. Patent litigation is inherently subject to uncertainties. As such, there can be no assurance that the Company will be successful with its oral arguments in front of the court or in litigating and /or settling all these claims. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS In Finjan, Inc. v. Palo Alto Networks, Inc. (3:14-cv-04908-EMC, Docket: 56), the matter has been reassigned from Honorable Judge Edward Chen in the San Francisco division to the Honorable Judge Phyllis Hamilton, the Chief Judge in the Oakland division (4:14-cv-04908-PJH, Docket: 57). Although a trial date had not yet been set by Judge Chen, all pending dates set by Judge Chen will be reset by Judge Hamilton in accordance with her calendar. In Finjan, Inc. v. Symantec Corp. (3:14-cv-02998, Docket: 108), the Honorable Judge Haywood S. Gilliam, Jr. presiding in the San Francisco division has stayed the case pending a decision by the US Patent and Trademark Office (USPTO) on whether to institute Inter Partes Review (IPR) of Finjan's patent claims in five of eight patents asserted against Symantec. An IPR is a trial proceeding conducted at the Patent Trial and Appeal Board (PTAB) of the USPTO to review the patentability of claims in a patent. Depending on the PTAB's decision on whether or not to institute those IPRs, Judge Gilliam will determine whether to extend the stay. |
THE COMPANY AND SUMMARY OF SI14
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission (“SEC”), for interim reporting. As permitted under those rules, certain footnotes and other financial information that are normally required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) can be condensed or omitted. The December 31, 2014 condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto of the Company for the year ended December 31, 2014 which were included in the annual report on Form 10-K filed by the Company on March 11, 2015. In the opinion of management, these condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and notes thereto of the Company and include all adjustments, consisting only of normal recurring adjustments, considered necessary for the fair presentation of the Company’s financial position and operating results. The results for the three and nine months ended September 30, 2015 are not necessarily indicative of the operating results for the year ending December 31, 2015 , for any other interim or future periods. |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to stock-based compensation, investments, the determination of the economic useful life of property and equipment, income taxes and valuation allowances against net deferred tax assets. Management bases its estimates on historical experience or on various other assumptions that it believes to be reasonable under the circumstances. Actual results could differ from those estimates. |
PRINCIPLES OF CONSOLIDATION | PRINCIPLES OF CONSOLIDATION The condensed consolidated financial statements include the accounts of Finjan Holdings and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
REVENUE RECOGNITION | REVENUE RECOGNITION Revenue is recognized when persuasive evidence of an arrangement exists, delivery of the product or service has occurred, all obligations have been performed pursuant to the terms of the agreement, the sales price is fixed or determinable, and collectability is reasonably assured. Revenue from the Company’s cybersecurity business results from grants of licenses to its patented cybersecurity technology and settlements reached from legal enforcement of the Company’s patent right. Revenue is recognized when the arrangement with the licensee has been signed and the license has been delivered and made effective, provided the license fees are fixed or determinable and collectability is reasonably assured. The total amount of the consideration received upon any settlement or judgment is allocated to each element based on the fair value of each element. Elements provided in either settlement agreements or judgments include, the value of a license, legal release and interest. Fair value of licensing agreements and royalty revenues, are recognized as revenues in the condensed consolidated statement of operations. Elements not related to license agreements and royalty revenue in nature will be reflected in other income (expense), net in the condensed consolidated statements of operations. Legal release as part of a settlement agreement is recognized as a separate line item in the condensed consolidated statements of operations when value can be allocated to the legal release. When the Company reaches a settlement with a defendant, no value is allocated to the legal release since the existence of a settlement removes legal standing to bring a claim of infringement, and without a legal claim, the legal release has no economic value. The element that is applicable to interest income will be recorded in other income (expense), net. When settlements or judgments are achieved at discounts to the fair value of a license, the Company allocates the full settlement or judgment, excluding specifically named elements as mentioned above, to the value of the license agreement or royalty revenue under the residual method relative to full license fair value prior to the discount. LIQUIDITY CONCERNS The Company believes that it has sufficient cash and cash equivalents to meet anticipated cash needs for operations for at least the next 12 months from the date of filing this report. Such belief is based on current forecasts and assumptions regarding licensing of its technology, which are currently at various stages of negotiation, as well as other revenue sources. The Company may not be successful in finalizing such licensing efforts or close such term sheet and, even if successful, may need to raise additional capital in order to provide sufficient funds to support and grow the Company’s business. |
RESEARCH AND DEVELOPMENT EXPENSE | RESEARCH AND DEVELOPMENT EXPENSE The Company expenses the cost of research and development as incurred. Research and development expenses consist primarily of professional services costs associated with the development of mobile security application products. |
SOFTWARE DEVELOPMENT COSTS | SOFTWARE DEVELOPMENT COSTS Software development costs are expensed as incurred. Development costs of computer software to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. In most instances, the Company’s products are released soon after technological feasibility has been established. Costs incurred subsequent to achievement of technological feasibility were not significant, and software development costs were expensed as incurred during the periods. |
FOREIGN CURRENCY | FOREIGN CURRENCY Foreign currency denominated assets and liabilities of foreign subsidiaries, where the local currency is the functional currency, are translated into U.S. dollars using the exchange rates in effect at the balance sheet dates, and income and expenses are translated using average exchange rates during the period. The resulting foreign currency translation adjustments are recorded in accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included in other income (expense), net in the accompanying condensed consolidated statements of operations. Foreign currency transaction gains (losses) were immaterial for all the periods presented in the accompanying condensed consolidated financial statements. |
CONCENTRATIONS OF CREDIT RISK | CONCENTRATIONS OF CREDIT RISK The Company maintains substantially all its cash and cash equivalents in financial institutions located in the United States. At times, the Company’s cash and cash equivalent balances may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation insurance limits. The Company has not experienced any losses in such accounts. |
NET LOSS PER COMMON SHARE | NET LOSS PER COMMON SHARE Basic net loss per common share is based upon the weighted-average number of common shares outstanding. Diluted net loss per common share is based on the weighted-average number of common shares outstanding and potentially dilutive common equivalent shares outstanding. |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED | RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED On February 18, 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-02 “Consolidation (Topic 810): Amendments to the Consolidation Analysis” that amends the current consolidation guidance. The amendments affect both the variable interest entity and voting interest entity consolidation models. The new guidance is effective for the Company beginning January 1, 2016, with early adoption permitted. This new guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements. Other recent accounting standards that have been issued or proposed by FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s condensed consolidated financial statements upon adoption. |
RECLASSIFACTIONS | RECLASSIFACTIONS Where applicable, certain prior period amounts have been reclassified for comparative purposes to conform to previous quarterly presentations . These reclassifications have no impact on the previously reported net (loss). |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the review, the Company did not identify any recognized or non-recognized subsequent events which would have required an adjustment or disclosure in the financial statements, other than those disclosed in Note 8. |
THE COMPANY AND SUMMARY OF SI15
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Components Excluded from Computation of Diluted Net Loss Per Share | The outstanding common equivalent shares, excluded from the computation of the diluted net loss per share for the periods presented because including them would have been anti-dilutive, are as follows: Three and Nine Months Ended Nine Months Ended September 30, Three Months Ended September 30, 2015 2014 Stock options 1,440,832 1,481,833 24,401 Restricted Stock Units 465,197 244,504 94,560 Total 1,906,029 1,726,337 118,961 |
BALANCE SHEET COMPONENTS (Table
BALANCE SHEET COMPONENTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Components of Accrued Expenses | The components of accrued expenses were as follows: September 30, December 31, (In thousands) Legal $ 160 $ 553 Compensation 198 201 Deferred rent 79 46 Total $ 437 $ 800 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Operating Leases | Sublease income is recorded as a reduction in rental expense. Future minimum lease payments to be received under the sublease agreements as of September 30, 2015 are as follows (in thousands): For the year ending December 31, New York Menlo Park 2015, remaining three months $ 40 $ 47 2016 160 188 2017 165 178 2018 127 — $ 492 $ 413 The following table sets forth the Company’s aggregate future minimum payments under its operating lease commitments as of September 30, 2015 (in thousands): For the year ending December 31, 2015, remaining three months $ 180 2016 754 2017 753 2018 459 $ 2,146 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Schedule of Weighted average Black-Scholes Option Pricing Model Assumptions | The Company estimates the fair values of stock options using the Black-Scholes option-pricing model. The assumptions used in the Black-Scholes option-pricing model and the weighted-average grant date fair value of the option awards for the periods presented were as follows: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Volatility 110.39% 49.20% 111.29% 49.20% Expected term (in years) 6.11 6.00 6.11 6.00 Risk-free rate 1.66% 1.00% 1.61% 1.00% Expected dividend yield —% —% —% —% Weighted-average grant date fair value $1.19 $1.46 $1.18 $1.46 |
THE COMPANY AND SUMMARY OF SI19
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 1,906,029 | 118,961 | 1,906,029 | 1,726,337 |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 1,440,832 | 24,401 | 1,440,832 | 1,481,833 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 465,197 | 94,560 | 465,197 | 244,504 |
BALANCE SHEET COMPONENTS (Detai
BALANCE SHEET COMPONENTS (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Balance Sheet Related Disclosures [Abstract] | ||
Legal | $ 160 | $ 553 |
Compensation | 198 | 201 |
Deferred rent | 79 | 46 |
Total | $ 437 | $ 800 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Operating Leases (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Operating Leased Assets [Line Items] | |
Minimum lease payments | $ 2,146 |
New York, New York | |
Operating Leased Assets [Line Items] | |
Future minimum sublease payments | $ 492 |
New York, New York | Office space | |
Operating Leased Assets [Line Items] | |
Term of lease (in years) | 5 years |
Initial annual rent | $ 139 |
Monthly rent installment | $ 12 |
Percentage of annual rent increase | 2.50% |
Future minimum sublease payments | $ 492 |
Minimum lease payments | 444 |
Security deposit | 69 |
Menlo Park, California | |
Operating Leased Assets [Line Items] | |
Future minimum sublease payments | 413 |
Menlo Park, California | Office space | |
Operating Leased Assets [Line Items] | |
Initial annual rent | $ 165 |
Percentage of annual rent increase | 3.00% |
Future minimum sublease payments | $ 413 |
Minimum lease payments | 373 |
Palo Alto, California | Office space | |
Operating Leased Assets [Line Items] | |
Initial annual rent | $ 425 |
Percentage of annual rent increase | 3.00% |
Minimum lease payments | $ 1,300 |
Security deposit | $ 231 |
COMMITMENTS AND CONTINGENCIES22
COMMITMENTS AND CONTINGENCIES - Future Minimum Payments (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2015, remaining three months | $ 180 |
2,016 | 754 |
2,017 | 753 |
2,018 | 459 |
Total | $ 2,146 |
COMMITMENTS AND CONTINGENCIES23
COMMITMENTS AND CONTINGENCIES - Additional Information (Details) - USD ($) $ in Thousands | Jun. 08, 2015 | Nov. 21, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Schedule of Investments [Line Items] | |||||||
Deferred rent payable | $ 79 | $ 79 | $ 46 | ||||
Rent expense | 187 | $ 111 | 474 | $ 296 | |||
Venture Capital Funds | |||||||
Schedule of Investments [Line Items] | |||||||
Capital commitment | $ 5,000 | $ 3,500 | $ 3,500 | ||||
Percentage of limited partnership interest | 10.00% | ||||||
Cash distribution | $ 826 | ||||||
Gross entitlement | $ 1,271 |
COMMITMENTS AND CONTINGENCIES24
COMMITMENTS AND CONTINGENCIES - Sublease Income (Details) $ in Thousands | Sep. 30, 2015USD ($) |
New York, New York | |
Operating Leased Assets [Line Items] | |
2015, remaining three months | $ 40 |
2,016 | 160 |
2,017 | 165 |
2,018 | 127 |
Total future minimum sublease payments | 492 |
Menlo Park, California | |
Operating Leased Assets [Line Items] | |
2015, remaining three months | 47 |
2,016 | 188 |
2,017 | 178 |
2,018 | 0 |
Total future minimum sublease payments | $ 413 |
LICENSE, SETTLEMENT AND RELEA25
LICENSE, SETTLEMENT AND RELEASE AGREEMENT (Details) $ in Thousands | Jan. 13, 2017USD ($) | Jan. 15, 2016USD ($) | Apr. 07, 2015USD ($)patent | Jan. 16, 2015USD ($) | Sep. 24, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Jan. 13, 2017USD ($) | Dec. 31, 2014USD ($) |
Patents | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
License fee receivable | $ 1,000 | $ 1,000 | |||||||
License revenue | 700 | ||||||||
Licensing Agreements | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Receivable related to license agreement | $ 2,000 | ||||||||
License fee receivable | $ 8,000 | ||||||||
License agreement installment | $ 2,000 | $ 3,000 | |||||||
License revenue | $ 5,000 | ||||||||
Legal fees | $ 800 | ||||||||
Licensing Agreements | Forecast | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
License agreement installment | $ 1,000 | $ 2,000 | $ 3,000 | ||||||
F-Secure Corporation | Patents | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Sale of patent in license agreement | $ 1,000 | ||||||||
Cash received from license agreement | 700 | ||||||||
Receivable related to license agreement | $ 300 | ||||||||
Number of patents sold in license agreement | patent | 2 |
STOCKHOLDERS' EQUITY - Addition
STOCKHOLDERS' EQUITY - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jul. 10, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation | $ 187 | $ 353 | $ 642 | $ 971 | ||
Aggregate intrinsic value | $ 0 | $ 0 | $ 0 | |||
2014 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock authorized for issuance (in shares) | 2,196,836 | |||||
2013 and 2014 Plans | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options outstanding (in shares) | 1,440,832 | 1,440,832 | 1,440,832 | |||
Restricted Stock Units | 2014 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
RSUs issued (in shares) | 614,504 | |||||
RSUs outstanding (in shares) | 465,197 | 465,197 | 465,197 | |||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted (in shares) | 60,000 | 25,000 | 107,500 | 25,000 | ||
Minimum | Restricted Stock Units | 2014 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period (in years) | 3 years | |||||
Vesting percentage | 25.00% | |||||
Maximum | Restricted Stock Units | 2014 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period (in years) | 4 years | |||||
Vesting percentage | 33.00% |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||||
Volatility | 110.40% | 49.20% | 111.30% | 49.20% |
Expected term (in years) | 6 years 1 month 10 days | 6 years | 6 years 1 month 10 days | 6 years |
Risk-free rate | 1.66% | 1.00% | 1.61% | 1.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Weighted-average grant date fair value | $ 1.19 | $ 1.46 | $ 1.18 | $ 1.46 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||||
Ownership percentage | 50.00% | 50.00% | |||
Legal Services | Chairman | |||||
Related Party Transaction [Line Items] | |||||
Legal fees | $ 38,000 | $ 38,000 | $ 114,000 | $ 119,000 | |
Amount Due to Firm | 0 | 0 | $ 110,000 | ||
Social Media and Investor Related Services | Chief Financial Officer | |||||
Related Party Transaction [Line Items] | |||||
Amount Due to Firm | 8,000 | 8,000 | $ 0 | ||
Fees related to social media and investor related services | $ 24,000 | $ 0 | $ 62,000 | $ 0 |
LITIGATION, CLAIMS AND ASSESS29
LITIGATION, CLAIMS AND ASSESSMENTS (Details) - Patent Infringement $ in Millions | Aug. 04, 2015USD ($) | Jul. 15, 2015claim | Nov. 04, 2014claim | Jun. 30, 2014claim | Mar. 14, 2014claim | Dec. 16, 2013claim | Aug. 28, 2013claim | Jul. 08, 2013claim |
FireEye, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of claims | 1 | |||||||
Blue Coat Systems, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of claims | 1 | 1 | ||||||
Damages awarded as reasonable royalties | $ | $ 39.5 | |||||||
Proofpoint, Inc. and Armorize Technologies, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of claims | 1 | |||||||
Sophos Inc | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of claims | 1 | |||||||
Symantec Corp | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of claims | 1 | |||||||
Palo Alto Networks, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of claims | 1 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Symantec Corp - Patent Infringement - claim | Oct. 01, 2015 | Jun. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of claims | 1 | |
Subsequent Event | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of claims | 8 | |
Pending Inter Partes Review Decision | Subsequent Event | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of claims | 5 |